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PVH Closes Warnaco Acquisition

Helen McCluskey joins PVH board following $2.9 billion deal.

PVH Corp. Wednesday completed its acquisition of Warnaco Group Inc., elevating the buyer into an $8 billion apparel colossus and effectively bringing the Calvin Klein jeans and underwear businesses in-house.

In a deal signed as Hurricane Sandy bore down on New York in late October
, PVH paid $2.9 billion for the company, with Warnaco shareholders receiving $51.75 in cash and about 0.18 of a share of PVH common stock for each share held. The equity conversion translates into about 10 percent of PVH’s outstanding shares.

PVH bought Calvin Klein Inc. in 2003, and speculation about a PVH acquisition of Warnaco, which owned the Calvin Klein Underwear business and licensed jeanswear under the designer brand, had been active since, muted only briefly by PVH’s 2010 purchase of Tommy Hilfiger.

The consummation of the deal brings the Calvin Klein businesses previously handled by Warnaco into the PVH fold and adds its Speedo, Olga and Warner brands to the acquirer’s heritage division, which also includes the Van Heusen, Izod, Arrow and Bass brands. PVH produces sportswear and dresswear under a series of licenses housed within its heritage business as well.

Emanuel Chirico, chairman and chief executive officer of PVH, commented, “This combination reunites the house of Calvin Klein and enables us to leverage Warnaco’s established operations in Asia and Latin America along with our strong operations in North America and Europe to fuel our growth strategies for the Calvin Klein brand.”

Helen McCluskey, who became president and ceo of Warnaco a year ago this month, relinquishes that post and becomes a director of PVH. “This transaction has delivered a significant premium to our stockholders and offers them, our businesses, our business partners and our associates the opportunity to realize additional benefits from the compelling synergies and prospects of the combined company,” she said. “I look forward to my new role in seeing PVH and its businesses develop.”

As it closed the deal, PVH also sealed a series of new senior secured credit facilities totaling about $4.3 billion.

Shares of PVH Wednesday closed up 12 cents, or 0.1 percent, at $120.84.